This Agreement supersedes any previous Agreement to which you and PHP may have been bound. This Agreement may be modified by PHP in its sole discretion from time to time and such modifications will become part of this Agreement and will be effective once posted to our Website by PHP. Your participation in the Program and use of the Website will be subject to any such modifications and revisions and changes. You should review the Website and this Agreement from time to time for any modifications.
This Agreement will be binding on, inure to the benefit of and be enforceable against the parties and their respective successors and assigns. Neither the course of conduct between parties nor trade practice shall act to modify any provision of the Agreement. All rights not expressly granted herein are hereby reserved. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
- Participation in the Program
PHP manages the Website, which allows you to donate money to five (5) specified business loan sectors posted to our website by our Helping Hand Partner Organizations (HHPO) or specified projects. You will be funding loans to specific low-income entrepreneurs in developing countries (each, a "Borrower" and, collectively, "Borrowers") in need of affordable capital. In most instances, these Borrowers are considered "risky" by traditional donors for various factors, including, but not limited to the Borrowers' lack of credit history, financial instability, and geographic location. When the borrowers repay their loan or to whatever extent they make repayment, our HHPO(s) agree to donate back to PHP the amount of principle they have collected so that PHP may credit your account with whatever amount the HHPO has donated back to PHP less our 4% administrative/overhead fee that we use to manage the website, audit our HHPO's ect. You may then re-donate from these funds to a new business sector or project. PHP makes no guarantee that the HHPO(s) will donate back to PHP any amount as the user bears full risk of this possibility. In the event that the user selects a specific project(s) to donate to, it is with expectation of no principle return. By participating in the Program or otherwise using this Website, you hereby acknowledge and agree that (a) PHP makes no representation, warranty, covenant or guarantee that any donations you give to PHP, who then re-donates to a HHPO, via the Website will be repaid and (b) loans made by our HHPO bear a high risk of non-repayment.
- Loan Disbursement.
You understand that PHP identifies existing international organizations (each, a "HHPO" and, collectively, "HHPO's") that work in low-income communities and have a mission to reduce poverty by providing affordable working capital to low-income entrepreneurs. Any Donation made by you will be disbursed to HHPOs for ultimate disbursement to the borrower(s) you have selected. PHP aggregates funds from multiple Donors via the Website and passes 100% of these funds (excluding the interest earned, if any, on such funds while they are held in PHP's account, which is contributed to fund PHP's operations together with an eight percent adminstrative/overhead fee added by PHP to the amount you wish to donate through your Pay Pal or credit card or by check to help cover PHP's operational expenses) to the HHPO(s) for disbursement to the Borrowers selected for funding by the HHPO(s). PHP is merely a middle-man in this process. HHPO's are solely responsible for screening each Borrower and posting requests for Loans on the Website, and PHP (a) expressly disclaims any responsibility to screen any Borrower or any HHPO, and (b) shall have no liability whatsoever and you shall hold PHP harmless from, any and all liabilities with respect to, or resulting from such screenings.
- Loan Collection and Repayment.
As Borrowers repay the Loans to the HHPO(s) they will post repayments to the Website. Repayments will be made in periodic installments, depending on the terms of the applicable HHPO Loan. You understand, however, that you will not be able to take out whatever principle repayment, if any, the HHPO(s) collect at the end of the Loan term which it donated back to PHP as they are meant to be re-donated to new business sectors/entrepreneurs or projects. Any principle amounts received from a Borrower as repayment by the HHPO(s) and donated back to PHP will be credited to the donors account on a pro rata basis in accordance with the amounts donated less our eight percent administrative/overhead fee. You hereby acknowledge and agree that neither PHP, its HHPO(s) nor the Borrower(s) will be obligated to credit to your account any principal (other than to the extent actually received by PHP from a HHPO with respect to such Borrower(s) less our eight percent administrative/overhead fee).
- Tax Deductibility.
You understand that PHP is a non-profit 501(c) (3) corporation. PHP has received exemption with the Internal Revenue Service as an organization that qualifies as a charity under Section 501(c) (3) of the Internal Revenue Code of 1986, as amended from time to time. You acknowledge, however, that because you are donating money, you are eligible to receive a tax deduction as might otherwise be available in connection with a charitable contribution to a tax-exempt charity. You also understand that you are solely responsible for determining the proper tax treatment for any donation you make through the Website and the Program. PHP has not and will not provide any tax or legal advice to you in connection with any donation you might make. This Agreement does not attempt to define the tax implications of participating in the Program. If you participate in the Program, you should consult with your own accountants, tax and legal advisors.
- Donation Records.
Records of each donation you make (including this Agreement and any repayment history) will be kept by PHP and, posted to your microseed record for you to view.
- Principal Loss Scenarios.
You understand and hereby consent (without any notice thereof) to any restructuring of the repayment plan and/or, in PHP's sole discretion, any extension of the length of the term of the Loan in order to increase the chances that your Loan is repaid. PHP will deem a Loan to be in default if it is not repaid within six (6) months after the agreed upon maturity date of such Loan (PHP and the applicable HHPO reserve the right to extend such Loan's maturity date upon mutual agreement under special circumstances).
At the time PHP and it's HHPO's determine they have collected all that is possible on a loan, each applicable Donor will have credited to their account whatever principle less PHP's eight percent adminstrative/overhead fee that has been donated back to PHP by the HHPO at this point. If for any reason less than 100% of your donation is donated back to PHP by the HHPO(s), you agree that PHP shall have no liability therefore, and you hereby release and forever hold harmless PHP for any loss of donations you may incur.
- Loan Disbursement.
- Proprietary Rights; Confidentiality "PHP" and the "PHP" logo are trademarks and service marks of People Helping People International, Inc. (PHP). PHP owns and retains all proprietary rights in the Program, the Website and all material and information posted thereon ("Content"). The Website contains the copyrighted material, trademarks and other proprietary information of PHP and its licensors. Except for that information that is in the public domain or for which you have been given express written permission, you may not copy, modify, publish, transmit, distribute, perform, display, or sell any such proprietary information. If you post any messages or other information on the Website, you agree that such messages and information shall be considered Content, and you shall be deemed to have automatically granted, represented and warranted that you have the right, power and authority to grant to PHP an irrevocable, perpetual, non-exclusive, fully-paid, worldwide license to: (a) use, copy, perform, display and distribute such information and content; (b) prepare derivative works of, and/or incorporate into other works, such information and content; and (c) grant and authorize sub-licenses of the foregoing. You acknowledge, consent and agree that PHP may, at its sole discretion and to the extent permitted by law, access, read, preserve and disclose your account information, usage history and submitted Content in order to: (a) comply with any applicable law, regulation, legal process, or governmental request; (b) respond to claims that any Content violates the rights of third parties, including intellectual property rights; (c) enforce this Agreement and investigate potential violations thereof; (d) detect, prevent, or otherwise address fraud, security, or technical issues; (e) respond to your requests for customer service; or (f) protect the rights, property, or personal safety of PHP, its users, or the public.
- Disclaimers PHP is not responsible, and shall have no liability, for any incorrect or inaccurate Content posted on the Website or any liability, cost or expense you may incur in connection with the Program, whether caused by any User, HHPO, Borrower or other Person or by any of the equipment or programming associated with or utilized in the Program. PHP is not responsible for the conduct, whether online or offline, of any User of the Website or any other Person. With respect to the Website, PHP assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any communications. Under no circumstances will PHP be responsible for any loss or damage, including personal injury or death, resulting from any use of the Website or participation in the Program, any Content posted on the Website or transmitted to, or any interactions between, any Users of the Website, whether online or offline. PHP neither represents, warrants, covenants guarantees, nor promises any specific results from use of the Website or the Program. THE WEBSITE, INCLUDING ANY CONTENT OR INFORMATION CONTAINED WITHIN IT OR ANY SERVICE OR ADVICE PROVIDED IN CONNECTION WITH THE PROGRAM, IS PROVIDED "AS IS" WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THIS SITE AND SITE-RELATED SERVICES. PHP makes no representation or warranty, express or implied, with respect to any third party data provided to PHP or its transmission, timeliness, accuracy or completeness, including but not limited to implied warranties or warranties of merchantability or fitness for a particular purpose. PHP will not be liable in any way to you or to any other person for any inaccuracy, error or delay in or omission of any third party data or the transmission or delivery of any such third party data and any loss or damage arising from (a) any such inaccuracy, error, delay or omission, (b) non-performance or (c) interruption in any such third party data due either to any negligent act or omission by PHP or "force majeure" or any other cause beyond the control of PHP.
- Limitation of Liability You understand that any and all decisions made by you with respect to the Program are yours alone. PHP cannot and does not verify the accuracy of information from HHPOs, other Users or Borrowers. PHP shall not be responsible, or have any duty or obligation to, or liability for: (a) decisions or interactions resulting (directly or indirectly) from participation in the Program; or (b) any damages, costs, losses or expenses a User incurs as a result (directly or indirectly) of making a donation to PHP or as a result (directly or indirectly) of utilizing the Program or information received in connection with the Program. In addition, in no event will PHP be liable to you or any third person for any damages, costs, losses or expenses, including any lost capital, lost profits or special, incidental, consequential or punitive damages arising from your use of the Website or participation in the Program, even if PHP has been advised of the possibility of such damages, costs, losses or expenses.
- Disputes with other HHPO's, NGO Borrowers You are solely responsible for your interactions with any NGO's, any other User (even to the extent prohibited hereby) or any Borrower and any disputes that may result from such interactions. PHP reserves the right, but has no obligation, to monitor disputes between you and such persons or entities.
- Disputes with PHP and Jury Trial Waiver If there is any dispute about or involving PHP, the Website or the Program, by using the Website, you agree that the dispute will be governed by the laws of the State of Utah without regard to its conflict of law provisions. You agree to personal jurisdiction by and venue in the state and federal courts located in Park City, Utah. TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU HEREBY WAIVE YOUR RIGHT TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR BASED UPON THIS AGREEMENT OR ANY CONTEMPLATED USE HEREIN, INCLUDING CONTRACT, TORT, BREACH OF DUTY AND ALL OTHER CLAIMS. THIS WAIVER IS A MATERIAL INDUCEMENT FOR THE PARTIES TO ENTER INTO THIS AGREEMENT. WITHOUT INTENDING IN ANY WAY TO LIMIT YOUR AGREEMENT TO WAIVE YOUR RIGHT TO A TRIAL BY JURY, if the above waiver of the right to a trial by jury is not enforceable, you agree that any and all disputes or controversies of any nature between you, PHP, any Borrower, HHPO or NGO arising at any time shall be decided by a reference to a private judge, mutually selected by you, and as applicable, PHP, such Borrower, HHPO or NGO (or, if they cannot agree, by the Presiding Judge in Park City, Utah) appointed in accordance with Utah Code of Civil Procedure Section (or pursuant to comparable provisions of federal law if the dispute falls within the exclusive jurisdiction of the federal courts), sitting without a jury, in the court located in Park City, Utah; and you hereby submit to the jurisdiction of such court. The reference proceedings shall be conducted pursuant to and in accordance with the provisions of Utah Code of Civil Procedure, inclusive. The private judge shall have the power, among others, to grant provisional relief, including without limitation, entering temporary restraining orders, issuing preliminary and permanent injunctions and appointing receivers. All such proceedings shall be closed to the public and confidential and all records relating thereto shall be permanently sealed. If during the course of any dispute, a party desires to seek provisional relief, but a judge has not been appointed at that point pursuant to the judicial reference procedures, then such party may apply to the court for such relief. The proceeding before the private judge shall be conducted in the same manner as it would be before a court under the rules of evidence applicable to judicial proceedings. The applicable parties shall be entitled to discovery which shall be conducted in the same manner as it would be before a court under the rules of discovery applicable to judicial proceedings. The private judge shall oversee discovery and may enforce all discovery rules and order applicable to judicial proceedings in the same manner as a trial court judge. You agree that the selected or appointed private judge shall have the power to decide all issues in the action or proceeding, whether of fact or law, and shall report a statement of decision thereon pursuant to the Utah Code of Civil Procedure. The private judge shall also determine all issues relating to the applicability, interpretation and enforceability of this paragraph; and You waive, to the maximum extent not prohibited by law, any right you may have to claim or recover in any legal action or proceeding referred to in this section any special, exemplary, punitive or consequential damages.
- Indemnity You agree to indemnify and hold PHP harmless from any loss, liability, claim, or demand, including reasonable attorney's fees, made or incurred by any third party due to or arising (directly or indirectly) out of your use of the Website or participation in the Program or arising from a breach of this Agreement.
- Term; Termination This Agreement will remain in full force and effect while you use the Website or participate in the Program as a User and, notwithstanding anything herein to the contrary, this Agreement will remain in effect after your participation in the Program and status as a User is terminated. Whether or not you are and remain eligible to participate in the Program may be determined by PHP in its sole and absolute discretion. You may terminate your participation and status as a User at any time and for any reason by sending a written notice of termination to PHP, such notice to be effective within 3 days of receipt by PHP. PHP may also terminate your participation in the Program and status as a User at any time and for any reason, effective upon transmission of notice to you at the email address you provide to PHP. If your participation in the Program is terminated by PHP, you agree not to use the Website any further.
- Entire Agreement; Severability This Agreement, accepted upon use of the Website and further affirmed by becoming a User, contains the entire agreement between you and PHP regarding the use of the Website or the Program. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect. Please contact us at firstname.lastname@example.org